


BE Story Club- Unstable Erza

by snakebit1995



Category: Fairy Tail
Genre: Breast Expansion, Snakebit1995 Adaptations, Transformation
Language: English
Status: Completed
Published: 2018-03-27
Updated: 2018-03-28
Packaged: 2019-04-13 17:49:29
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 3
Words: 6,104
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/14117670
Author URL: https://archiveofourown.org/users/snakebit1995/pseuds/snakebit1995
Summary: In and Adaptation of the BE story club comic Unstable Assets, sneaky thief Erza gets hit with the effects of a bizarre potion that gives her a body that seems to transform on the whims of others.Contains- Lemons, Breast Expansion, Adaptation.





	1. Chapter 1

_Italics indicate thinking_

**Another BE Story Club Adaptation this time of Unstable Assets**

* * *

 

**NO POV**

In a tiny potion shop in the back ally of a medieval town the apothecary Ur attempted to sell something to the sexy warrior woman Minerva.

“Here’s my last concoction.” Ur said taking out a bottle filled with golden orange fluid “It contains many components and can improve your body to exponential levels provided that is what you desire, it’s potent so I only sell it to my most trusted customers.”

“I do want to be stronger.” Minerva hummed “but it sounds a bit expensive for my pouch.”

“Then perhaps what you need is not a stronger body but a stronger blade.” Ur put the bottle back up on a shelf “I have a selection of weapon oils, and they’re far cheaper.”

While those two looked around the shot a petite thief in a cloak slipped into the back of the shop and a move for the potion. She grabbed the bottle and tucked it into a bag near her chest and went to sneak out.

“OUF!” she groaned bumping into a man on the way out and hearing a cracking noise “Shit.”

Before she could react, her head felt foggy.

“S-Sorry.” She quickly fled into an ally.

The girl was small, thin, no curves, short brown hair and a cute face. She was Erza Scarlet, a thief, but that wouldn’t last for much longer.

As she stood in the ally she seemed to forget where she was, and what she’d just been doing.

“Why are my clothes wet?” she wondered looking down her shirt and seeing nothing “Whatever I need to stay out of sight.”

Erza went into a bar and said hello, heading to her special secret room in the back.

“No…what was I gonna do today?” she struggled to remember as she leaned back in a chair and played with her boyish bangs.

Erza’s nipples suddenly started to get hard, growing thicker and longer.

“Hmm.” She moaned “I should have worn something with less friction this is a bit distracting.”

Erza leaned back and played with her nipples through her top, humming softly with moans. As she pleasured herself her short boy cut hair got a bit longer, just shy of shoulder length, still keeping it’s brown tone.

“Wait I need to focus and do some work, I can’t stay here and play with myself all day.” She stood up and started reading about potential jobs, the one that stood out to her was a party at the local estate.

“Tsk.” She hissed pushing her bangs back “I need a haircut.”

She decided she’s make her move on the estate.

“Okay while everyone is distracted by the party I’ll sneak in through the back and get the goods.” She said as her chest suddenly grew a few cup sizes “Actually that’d be a little awkward with these babies, a better plan would be in the front. I’ve always wanted to disguise myself as a noble and no man can resist my assets.”

She liked the sound of that plan, why hadn’t she done this before, first she needed a dress, and some clothes since these were a bit tight, all the while Erza never seemed to notice she had changed. Erza grabbed something that fit and went to a dress shop to be measured.

“Impressive I’ve never seen a girl with such measurements.” A woman said wrapping her bust in a tape measure.

“I’ve always been blessed.” Erza smiled.

The woman finished measuring Erza’s curves and got her into a dress, it had a lwo cut corset like midsection and top, puffy shoulders, long gloves that attached and covered her hands and a flared bottom. It was colored bronze brown and deep red.

“It looks wonderful.” Erza smiled.

Suddenly her chest had another bout of sudden growth, pushing over the tops.

“It’s too small in the chest!” she said “You took my measurements how did you screw it up?!”

“I’ll get some material from the back.” The woman said going to the back.

“Well while she’s gone…” Erza saw a pair of cute golden heels “I’ll need shoes to match.”

With dress and shoes in hand Erza slipped out the door without wasting a dime. She had the clothes, now she needed the invitation. She stopped outside a small café in the city, wearing a dark purple dress that hugged her curves, her hair done up in a small beehive.

“Okay now I need to get step too done.” She picked up a cup of tea and looked back at a noble “He’s got an invitation.”

Erza got up to walk away, she smiled as she passed the man’s table and intentionally stepped on the tablecloth, pulling it with her and spilling things all over.

“A thousand pardons milord.” She started cleaning up, her breasts wobbling as she moved and tried to pocket the invitation in the commotion only to have a guard pick it up.

_“Son of a bitch…wait they’ve been checking out my tits the whole time, maybe I can use this to take a direct path”_

With some quick flirting Erza got into the pocket of the young lord, a man named Lord Fernandez one of the hosts of the party, and secured her way into the party. She felt like this high-class like was for her, thieving was so much hard work.

* * *

 

**Later**

Erza’s plan for the night was to, at some point in the night, slip away from the lord and grab what she could but somewhere in between all the socializing, eating, drinking and dancing she seemed to lose track of time. She never wanted this to end, even if she got her treasure it wouldn’t match up to this and those feelings followed her all the way into the castles bedrooms.

“It’s been a pleasure to have this evening with you.” The lord her hand.

“Oh milord.” She giggled.

“Please call me Jellal.” He told her as he raised her chin and kissed her.

“HMM!” Erza moaned a bit as the kiss broke “That was wonderful.”

“Allow me a moment to slip into something more comfortable.” He stepped out.

“Is this seriously happening?” Erza giggled like a school girl “I don’t remember the last time I did this…was there a last time and with a lord no less Oh my god! Huh?”

She looked down at the vanity she was in front of and saw all sorts of gemstones and golden jewelry.

“With this I’ll be set for life.” She said “I’ll just need to deal with Jellal, err Lord Fernandez and-Ugh!”

Her head felt fuzzy again.

“That alcohol isn’t agreeing with me.” She sighed “I need to take a breath-HAA!”

She inhaled sharply, her breasts suddenly filling up more and popping out her top.

“Much better.” She exhaled and failed to notice her sudden growth spurt as she sat on the bed “Everything feels so hot, I’m so horny.”

She laid back and started rubbing her breasts and moaning.

“Okay new plan, take care of Jellal and myself and them make the getaway.” She hummed “Those jewels won’t be going anywhere. MMM OHH!”

“Starting without me?” a voice asked.

 _“oh my god!”_ Erza squealed internally watching Jellal walk out in his underwear with a huge bulge.

“You’re certainly blessed Milord.” Erza hummed as he walked over.

The two-started kissing, Erza moaning as Jellal squeezed her watermelon sized hooters. The two were quickly tangled up together, Erza wrapping her legs around him.

“I’ve been waiting all night for this.” He said, his cock bobbing up and down about her tits from the pleasure.

“Then do it, please.” Erza moaned.

He placed his cock right between her tits and started sucking.

“It’s a perfect fit.” He moaned.

Erza sucked him and shook her tits for a while before laying on her back, her long brown locks pooling around her. She spread her legs and Jellal pushed right into her, Erza moaning loudly as she got fucked.

“UGH!” he grunted loudly thrusting into her “Here it...comes!”

“Oh…OHHHH!” Erza screamed, her eyes rolling back in her head from the pleasure.

The two panted and fell asleep on top of each other, right there Erza would have given up all the royal jewels for those flesh jewels she got to fuck. If she stuck with Jellal she’d never want for anything again, but she could profess her newfound love in the morning, now she wanted to sleep.

* * *

 

**The Next Morning**

“HMM!” Erza moaned as she slowly woke up, Jellal still out cold on top of her, she was smiling, still tingling from the night before.

 _“Was…Jellal this heavy last night?”_ she thought.

Erza squirmed free and saw her body was now tomboyish again, short hair, no curves to speak of at all.

“Shit, what have I been doing?” she wondered “I feel like I’ve been in a haze since…that magic shop! What’s going on? I can’t let him see me like this, if I get recognized as a thief I’ll be arrested, luckily I think I can sneak out with my body back to this.”

Erza grabbed some jewels, got on a ruffled shirt and tight blue pants and started to sneak out.

“I have to be careful, I won’t sway anyone with my looks like this.” She looked at her bag “At least I got what I came for.”

She started her way down the halls but between the potion and the drinking she did last night she had no mental map to work on.

“I’ll check outside this window.” She said “Huh? Sounds like someone is coming.”

Erza slipped behind a curtain but…she was beginning to feel strange again.

“Did you see the woman the Lord had on his arm last night?” a guard duo walked by.

“I’d have given a month’s pay to have a night with her, her hair was amazing.” The other guard said.

“Forget that did you see her chest, even a melon harvest couldn’t compare.” The first said.

 _“My head.”_ Erza groaned _“That potion is still affecting me?”_

Her hair was getting longer and when she looked down her chest was budding too.

Thankfully for Erza the two guards left.

“Let’s go wake him up, fucking a beautiful lady is no excuse to miss an appointment with royalty.” A guard said.

“I bet that girl is still there.” The other commented “If they’re still asleep maybe we can catch a glimpse.”

“They’re gone.” Erza sighed stepping out “But I’m a freak!”

Her hair was bountiful, down to the floor like Rapunzel and her breasts were just as bountiful, bigger than oversized pumpkins.

“The hair I can cut but my balance is off from these things!” she hissed.

Suddenly she shrunk back a bit, her hair a little passed shoulder length and her breasts normal sized.

“Spoke too soon I guess.” She shrugged “I feel different but at least I can move, I wish I had time to figure this out but once those guards wake Jellal and he realizes I’m gone they’ll be looking.”

Erza headed downstairs towards what she thought was the way to the foyer.

“Did you hear something?” A guard asked.

“Probably just a maid coming in late.” Another guard said as Erza hid in a side room “She was probably servicing a lord last night, they may dress all proper but they’re nothing but whores for the horny nobles, loose from all their fucking.”

“This feeling.” Erza panted as a heat hit her “So…warm.”

Erza squatted down and started rubbing her pussy “I need release.”

“Don’t kid yourself.” She heard the guards talking “You like them loose and deep.”

“Oh yeah and what’s your kink?”

“What the hell?!” Erza was suddenly able to fit most of her hand in her pussy “What’s happening to me?! Fuck it feels too good!”

“Same as any other.” The guard said as Erza’s breasts blew up in size.

“The guards!” she gasped “They’re…OHHH FUCK!”

Erza moaned and came all over her hand, leaning forward on her giant tits.

“Wow…that was great, but if I stay here someone will find me-OUF!” her chest went flat again and she hit the floor “What the guards were talking about happened my body must be responding to what they say, I felt the same thing with those guards at the window. I can figure this out more when I get out of here but first, clothes that fit better.”

Erza grabbed the dress of the woman sleeping in this room and stepped out incognito, she heard the guards talking, they were looking for a brunette with watermelon sized breasts, in other words her last night. She needed to lay low and get out of the estate as soon as possible.

* * *

 

**AN**

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest what you want to see in the future and support the official release.**

**If your wondering why Erza is a brunette in this story, the comic it’s adapted from has the protagonist go through many hairstyles and colors, don’t worry she’ll get her scarlet locks soon enough.**

**Till Next Time!**


	2. Chapter 2

_Italics indicate thinking_

* * *

 

**NO POV**

“Seems like everyone thinks I’m just a servant.” Erza walked down the halls “Now to get out of here.”

She found a balcony and sighed with relief, she’d be able to find her way out for sure now.

“Feel like I haven’t been outside in ages.” She looked around “Now let’s see, there’s the gate I just need to get down.”

There was a sudden commotion and Erza looked back to see a bunch of women coming out onto the balcony.

“Usually I’m the first one to these special meetings Lady Lucy has.” A girl with short blue hair said “You must be eager to get her favor.”

“Uhh…yeah.” Erza hummed.

“I haven’t seen you around before.” The girl looked over Erza.

“Lady Lucy is coming!” someone yelled.

 _“I’d better just play along for now.”_ Erza thought.

“My, my what a large turnout.” A blonde woman with nice curves wearing a regal military like uniform, she was wearing a long coat, ruffled top and black vest and long black pants, everything she had on was black with gold trim, including her high heels which made her extra tall “It’ll be hard to decide which of you to pick.”

 _“Holy Shit!”_ Erza thought _“She’s huge.”_

“Such color.” The woman looked at a buxom girl with long orange hair “You’re a prime candidate.”

“Ha!” Erza gasped a bit when she felt that surge of change coming for her again “Where’s the horny guy this time?”

Erza’s brunette locks suddenly turned a stunning scarlet red.

_“Wait there’s only girls here…could it be…”_

“So bountiful.” Lady Lucy cupped a woman’s breasts “They’re almost as big as mine, though exceeding my level would never be possible for a commoner.”

 ***BOOF*** Erza’s chest suddenly puffed out more, straining her dress.

 _“Great she’s a lesbian and I’m turning into her dream girl!”_ Erza cursed _“I need to slip away-shit she’s coming over.”_

Erza gulped as Lucy stood in front of her.

“Now you’re something else.” Lucy looked at her “Everything a lady of the Estate desires.”

“Yes you’re the one!” Lucy hugged her tightly.

 _“The feeling is getting strong, what more does this woman want?!”_ Erza thought as her head was pressed into Lucy’s chest, suddenly the pressure focused on her clit and she felt it pushing out _“She want’s me to fuck her?! In the literal sense?!”_

“Lady Lucy a message.” An attendant came in and the blonde let Lucy go.

“Fine, speak quickly.” The woman sighed.

 _“Time to scram before my clit is 50% of my body.”_ Erza looked for a way to make a run for it.

A attendant told Lucy that they were looking for the buxom brunette, with her distracted Erza quickly slipped over the railing.

“Wait where did she go?!” Lucy gasped “Where is my chosen one?! This is unacceptable find her. Find that scarlet haired girl.”

 _“So much for this disguise.”_ Erza hung from the railing, the entire front of her dress stuck around her massive multiple foot long clit _“Oh shit this thing is sensitive, why won’t it stop growing, and the weight, I can’t hold on!”_

Erza slipped and fell but fortunately landed right into a cart full of hay, thrives luck she thought. In the fall her dress flipped up and her now elongated clit was exposed, nearly coming right to her lips.

“I need to touch it.” She blushed poking it “OHHH!”

Erza started poking this long clit but even that proved to be overwhelming, soon she had to just lick it.

“GODD!” she moaned licking it and wrapping her tits around her dick like clit.

Erza gave into the enjoyable pleasure, licking and sucking her clit of all things to work her way to a tingling orgasm.

While Erza was pleasuring herself, Lucy was furious at the loss of her perfect dream girl.

“No one escapes Lady Lucy.” She looked over a balcony “I will find precious one, and make you mine!”

Back in the cart Erza was coming down of her high “If that’s how a man feels when he’s horny, no wonder they’re all idiots.”

As she started to relax her breasts and clit suddenly shrunk back to a normal size, her clit a small nub and her breasts no bigger than handfuls.

“Finally.” She sighed only to realize she now had quite the bush of red hair downstairs “Well I can live with this.”

Erza fixed her dress and made a move for the front gate.

“Thankfully after all this I can still walk.” She snuck along near the gate “Now how to get through this?”

Erza watched the guard at the gate, as a very short girl with long blue hair walked by she started to feel a shift.

“Huh?” she saw her sleeves were bunching up on her wrists and her hair turned brown again “You’ve gotta be kidding me he likes short girls? Really it couldn’t be tall women…actually that’s be bad given how my body reacts.”

Erza shrank and shrank…and shrank till she was naught but a few inches tall.

“Guess I’m leaving this behind.” She sighed looking at her treasure and dress “I would have been set for years with that stuff well better freedom than riches I suppose, now I need to cure this problem it’s detrimental to my life.”

She snuck passed the guard quietly, the last thing she wanted was to get spotted by this guy and end up wrapped around his dick while her jerked it, she just needed to make it across the street and hope that was far enough to break this transformation.

With a few slides, flips and jumped Erza made it across mostly unscathed.

“I must still be to close.” Erza looked as her pixie like form “Maybe down this alley and-UGH!”

Erza grabbed her stomach as an intense pain rocked her.

“AHH! This Pain! What I’m…” she started blacking out and fell down to her knees.

“Ha…ha…” she panted softly standing up, a strange energy in her eyes.

With little emotion of sense of self Erza walked down the alley, her tiny bare body walking across the cobblestone floor.

“Energy.” Her tiny body mumbled walking up to a sleeping bum on the street.

With her miniscule form she easily slipped up his pants and right up to his cock. She rubbed her whole body against it to milk it for cum, moaning as her body pressed tightly into the swelling flesh of his rod.

“Energy.” She moaned again sucking on his slit as cum started flowing out, the white substance giving her strenght.

Despite her size her breasts grew large and wrapped around the cock to help her fuck with it and get her energizing substance. Once she had enough her body burst back to human sized, still with larger breasts and long brown hair.

“HAA!” she torn free of his pants.

That was enough to wake the bum and send him running, in the meantime the still possessed Erza saw a nearby saloon.

She walked towards it, changing her body as she went, giving herself a purple leather skirt and tube top as well as platform heels, her hair shortened up into a bowl cut just passed her ears.

“Hmph.” She opened the door and looked at the patrons of the bar “Today is your lucky day…I’m here to fuck each and every one of you.”

* * *

 

**Back at the Estate**

In the Estate Jellal seemed to struggle to focus on his work, the thoughts of his missing lover took all his focus.

“Jellal!” Lucy stormed in “Your little bitch hunt ruined everything!”

“Do not speak in such a fashion.” He said.

“You rejected my company for that woman?” She said “What is she some flat chested peasant?!”

“On the contrary.” He said “As impressive as you are Erza is a far superior woman, taller, her skin is smoother, her personality is radiant and her breasts…make watermelons look like cantaloupes.”

“What?!” Lucy gasped.

“I would say she spoiled me.” He told her “All future romance would be compared to her, and surpassing that would be impossible.”

“This commoner exceeds my visage?” Lucy growled “I won’t stand for this atrocity! I’ll show you.”

Lucy stormed out in a huff.

* * *

 

**Back at the bar.**

“Did you not hear me?” Erza glared “All of you…fuck me.”

The crowd was stunned for a moment or two longer before a fight broke out about who could have her first, so she went to a private room upstairs and started her work.

“There’s only one rule gentlemen.” Erza told the first few men who came in “If you cum you cum in me…now fuck me.”

The two men came over, Erza started sucking the one off while the other fucked her, her gorgeous body shimmying around a bit. Both men surprised at who good she was. Erza heard someone say they wanted a turn with her huge tits so, she made them even bigger, the size of a person.

“You’re finished.” Erza said as a man came inside her while another sucked her massive tits “NEXT!”

Erza pleasured the patrons of the saloon deep into the night, a variety of fetishes exposed to her, she used ever part of her body, feet, tongue, pussy, breasts and more. She would grow small, or giant, get a long tongue like a frog and other bizarre changes all in her quest for more cum and energy.

“My appetite has barely been sated, who’s next?” she laid out on the bed.

“I’ll have you.” A huge burly man walked in “So you’re the woman the men speak of, you need an owner, someone to take care of you.”

“My will is my own.” Erza glared “but I will show you your deepest desire in exchange for your seed.”

The man picked Erza up by the neck and tossed her across the room like a twig.

“What I desire is pain!”

“HMPH!” she grunted hitting the wall.

She sat up like it was nothing, her body getting curvier and curvier, her hair long and wild like the mane of a lion.

“A sadist who wants to remain dominant, no wonder those other men serve you.” Erza flipped her hair back and smirked “I can take your worst, now fuck me.”

Erza got thrown back onto the bed and penetrated from behind, the man roughly fucking her and saying how she would be his slave and all this other nonsense.

“Grr.” She growled as a sword was placed near her face and for a brief moment she worried she over did it.

* * *

 

**AN**

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest what you want to see in the future and support the official release.**

**Till Next Time!**


	3. Chapter 3 (Final)

_Italics indicate thinking_

* * *

 

**NO POV**

The inn had been the sight of an orgy but now Erza was dealing with a brute trying to take her over. Erza though with her transforming body had her ways of dealing with him, notable making her vagina a monster to make sure he never bothered another woman again.

“My time here is done.” Erza threw the door open and stepped out and went to deal with more of whatever she felt like.

* * *

 

**Elsewhere**

A woman in a cloak stepped into a tiny magic shop in the town.

“Oh I was just about to close but I can make time for you.” Ur said “What do you need?”

“I’ve heard tale you are a miracle worker who knows many secrets.” The woman said “I want your services, I’ll pay whatever it takes.”

“Such a request from a stranger.” The potion seller smiled “You have an air of nobility, I don’t care who you are so long as you pay, now what do you desire?”

“I want to be bigger, better.” She explained “The most desirable woman in the realm, no one must surpass me.”

“Temporary modification is easy-.”

“No it much be permeant.” She told her “That is why I came to you.”

“A permeant elixir is pricy and takes time to reach full effect.” Ur warned “Until it completed you’d be susceptible to the effects of other sources.”

“I don’t care can you do it?” The woman asked.

“Drink this.” The woman handed her a small test tube with golden fluid.

The woman took off her face cover to reveal she was Lucy, the blonde happily drinking the fluid.

“Good now imagine the woman you want to become.” Ur told her.

“What I want.” Lucy rubbed her head as she felt fuzzy “Yes…bigger.”

Her chest started to puff out, the buttons on her top opening “Bigger!

Lucy moaned as her breasts blew out her top, firming up and looking big and round.

“This is perfect!” she smiled seeing her extra-large watermelon sized breasts “No…what is this weakness?”

“The same thing anyone feels coming down off a high.” Ur explained as Lucy shrunk down a bit.

“That was what I wanted!” Lucy said.

“And you will be, but it requires a multitude of daily doses.” Ur said “You’ll be done next week.”

“Fine, I will come back tomorrow with payment.” Lucy rewrapped her cloak and walked out, she got into a carriage and started to go back towards the estate.

 _“One week? I don’t want to wait but I must have patience.”_ She thought as her carriage clanked along _“Soon all will recognize my beauty and pine for my company, Hmm?”_

She looked out the window and saw an amazon of a girl walk by

“Who…no they look different.” She said “Hmm…but I must know!”

Lucy sent her carriage back alone and proceeded after the girl on foot, finding her right outside a bar.

“You!” Lucy grabbed her and pulled her into the dark.

“WAH!” Erza gasped.

“Are you her, I must know.” Lucy looked deeply into her eyes.

“I’m tired.” Erza said “Let me go stranger or I’ll do something unpleasant.”

“You don’t have her body but this attraction, those eyes.” Lucy panted “MM!”

The two kissed, both moaning a bit.

“It must be you.” Lucy gasped.

“So you’re a lover not a mugger huh?” Erza smirked taking her hand “Come on you taste sweet and I could use some dessert before bed.”

“Uhh…yes.” Lucy followed her.

The two went into the bar and Erza took Lucy to her secret back room, as soon as the door closed they began to kiss, Lucy reaching back to squeeze her lovers rear.

“Please…I want you.” Lucy moaned as Erza pulled open her top.

“You want me to what?” Erza asked demandingly.

“I want you to…fuck me.” Lucy moaned more.

Erza started to change, getting bigger breasts, her hair grew long and scarlet red as her clit elongated like before. At the same time Lucy also grew some bigger breasts.

“Seems I’m not the only one with a growing problem.” Erza smirked as Lucy laid on the bed and poked Erza’s huge clit “My what big breasts you have.”

“Bigger than any commoner.” Lucy said.

“I think so but I think they should be even bigger.” Erza said as Lucy’s chest started to grow.

“OHHH!” the blonde moaned more, her upper body weighed down by her massive pillowy tits “Do you…have a name?”

“Erza.” The scarlet maiden said pulling off Lucy’s panties “But you can call me-.”

She pushed her clit cock into Lucy and made her moan.

“Mistress.” She smirked.

“B-But you’re a commoner.” Lucy said through moans.

“And yet here I am.” Erza twisted Lucy’s nipples.

Erza made Lucy lean on all fours, her huge tits pressing against the bed, Erza pushed deeper into her.

“Fucking a noble woman like a common slut.” Erza smiled thrusting harder.

Lucy was moaning her tits getting bigger and bigger and lifting her off the bed.

 _“This is what I want.”_ She thought moaning as she was fucked _“To be treated like a sex object, to be her sex object.”_

“MISTRESS!” Lucy moaned with orgasmic bliss.

“Good.” Erza kissed her ear playfully as her clit went back to normal, but her hair stayed red “Now my pet, tell me did you take a potion from the potion maker?”

“How did you know?” Lucy asked.

Erza sat on her face and moaned as Lucy ate her out “I didn’t but I do now, and you’re going to tell me why…after you make me cum of course.”

The two made love a while longer, Erza rubbing her pussy as they relaxed, Lucy’s breasts shrinking back to normal while she explained her happenings to Erza.

“So, you took the potion because he lusted after me and not you.” Erza said still rubbing Lucy’s body.

“Yes Mistress, I could not bare the thought of him wanting a commoner.” Lucy said.

“What do you think now my horny, busty pet?” Erza smirked.

“He’s not worthy of either of us.” Lucy touched Erza’s breasts “We should take everything he has.”

“I agree.” Erza stepped off the bed and her body was magically clothed in a stunning blood red jacket and skirt, her hair tied back into a ponytail “Get dressed I know just what to do.”

“And what would that be?” Lucy asked.

“Oh you’ll see.” Erza grabbed some parchment.

Erza used the paper to write a letter posing as Lucy telling Lord Jellal to forget about Erza since she was just a village slut. While the letter was being delivered Erza took Lucy across town.

“Are you sure about this?” Lucy asked.

“Absollutly.” Erza kissed her cheek and started to open a door “IF you want to learn to be in control, go to a place you lose it quickly.”

“My lady friend and I are looking to get laid.” Erza announced “Who’s first?!”  
The two were taken into a back room where they got fucked, two men railing them with fat cocks while they kissed.

* * *

 

**A Few Days Later**

“You’re certain the potion maker will have a more permanent solution?” Erza asked straddling Lucy’s waist as the two rode around in a carriage.

“She should by now” Lucy rubbed her ass “She said it would only take some time, a week from the night I met you.”

“Good.” Erza kissed her.

 _“Then everything will go according to plan.”_ Erza thought making out with her.

“Oh my.” Lucy was nervous as Erza stepped into a bar.

The two arrived at the shop and walked in, hoods up over their heads.

“Ah just in time.” Ur said “I take it you’re here for your pick up?”

“It will make the changes permanent?” Lucy asked “You’re certain?”

“Of course Miss.” Ur smiled handing her a bottle “Who’s your friend?”

“Me?” Erza smiled and turned to leave “I’m Lady Erza.”

“Wait Erza…” Lucy followed her out “You’re that girl that Jellal is looking for.”

“Are you surprised?” Erza asked as they stepped onto the street.

“Why are you helping me then?” Lucy asked.

“Because we want the same thing, wealth and power. I can work with that.” Erza kissed her “I like a girl with huge tits and plays with herself until I tell her to stop.”

 Lucy boobs growing larger as she got horny and started teasing her pussy.

“Now go wait in the carriage.” Erza walked back into the shop and up to Ur.

“So tell me.” She leaned on the counter and let her cleavage get shown off as she reached in for a coinsures “Do you have any more of those changing potions?”

* * *

 

**Later**

Erza’s plan was set, so while Jellal was having guests at his estate she had Lucy make a move.

“Her Lady Lucy!” someone announced the blonde’s arrival.

Everyone there thanked Lucy for joining them.

“Well I’d hate to miss a party, especially one thrown for my return.” Lucy walked in.

She was wearing a royal purple dress that was showing off a tone of her massive pillowy tits.

“A week’s rest does a body wonders.” She smiled.

Jellal excused himself to speak to Lucy in private.

“I told you that woman couldn’t compare to me.” Lucy said holding his chin “Now maid, attend us I believe Lord Fernandez would like to retire for the evening.”

Once the maid was gone Lucy pushed up against him, pressing her big juicy breasts into his chest.

“Do you like what you see Jellal?”

“Indeed.” He touched her ass as she hugged him.

“Good.” Lucy started to take his clothes off and work to see his cock.

“Should we be doing this in front of the maid?” he asked.

“Why not?” Lucy smirked “After all…”

The maid’s hair suddenly turned brilliant red, her top ripped open with two huge breasts and a sexy body was revealed.

“You wouldn’t want to leave Lady Erza out would you?” Lucy asked.

The stunned state didn’t last as Erza took both Jellal and Lucy back to a bedroom to play with.

“Don’t leave us unfulfilled.” Erza said licking his cock as Lucy made out with the man.

“If you want us both you have to play nice.” Lucy said pressing tightly against him “We wouldn’t want to be left wanting.”

Lucy picked her ass up and started sliding down Jellal’s huge cock.

“He certainly has plenty to go around.” Lucy moaned.

“OHH!” Lucy moaned as she started riding the blue haired man.

Erza watched with a smirk as the two pressed together and fucked loudly.

“Lady Erza won’t you join us?” Jellal asked.

“Like I said if you want to play with us both.” Erza took out some shackles and hooked him and Lucy by the wrist “You need to play nice.”

Erza then swung around and sat on his face while Lucy rode him.

“Isn’t that right my pet?” she asked the blonde as their tits pressed together.

“Yes Mistress.” Lucy moaned as Erza sucked on her tits “OHHH!”

Erza quickly cuffed the two together, leaving them to fuck until she felt like letting them free.

“All according to plan.” Erza got off the bed and grabbed Lucy’s red potion of permanent change and sipped it as magic gave her red suit dress back.

“Mistress don’t.” Lucy whimpered.

“Don’t what my pets?” she asked.

“Don’t leave.” Jellal grunted.

“We’ll do anything.” Lucy said.

“Fufufu.” Erza laughed.

* * *

 

**Later**

After that things changed, power and wealth are wonderful things, that’s what Erza thought as she sat in a golden throne like chair, her body in a sexy blood red dress, her scarlet hair done up in a royal fashion bun. On her left was Jellal and her right Lucy, as she sat over her new estate she sipped from a glass of wine, she had wealth, power and beauty.

“Queen Erza.” An attendant came up to her “I present Lord Gray and Lady Juvia!”

“Pleasure to meet the two of you.” Erza addressed the new arrivals by running a hand over her massive bust “Please make yourselves comfortable you have traveled quite a distance, please show our guests to their rooms and share our appreciation.”

* * *

 

**AN**

**Thank you for reading. Feedback is appreciated. Feel free to message me any questions or concerns.**

**Suggest what you want to see in the future and support the official release.**

**Till Next Time!**


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